Security Federal Corp. to Acquire First Community Bankshares for $100M

TL;DR

SEC deal alert: Security Federal buying First Community Bankshares for $100M, closing Q1 2025.

AI Summary

Security Federal Corp. announced on August 19, 2024, that it has entered into a definitive agreement to acquire First Community Bankshares, Inc. The transaction is valued at approximately $100 million, with First Community Bankshares, Inc. shareholders expected to receive $24.00 per share in cash. The acquisition is anticipated to close in the first quarter of 2025, subject to customary closing conditions.

Why It Matters

This acquisition will expand Security Federal Corp.'s market presence and financial capabilities through the integration of First Community Bankshares, Inc.

Risk Assessment

Risk Level: medium — The acquisition is subject to regulatory approval and other closing conditions, which introduces inherent risks to the completion of the transaction.

Key Numbers

• $100 million — Acquisition Value (Total estimated cost for Security Federal Corp. to acquire First Community Bankshares, Inc.)
• $24.00 — Per Share Price (Cash amount each First Community Bankshares, Inc. shareholder will receive.)
• Q1 2025 — Closing Date (Expected timeframe for the completion of the acquisition.)

Key Players & Entities

• Security Federal Corp. (company) — Acquiring company
• First Community Bankshares, Inc. (company) — Acquired company
• $100 million (dollar_amount) — Total transaction value
• $24.00 per share (dollar_amount) — Cash consideration per share for First Community Bankshares, Inc. shareholders
• first quarter of 2025 (date) — Anticipated closing period for the acquisition

FAQ

Filing Documents

• sfdl20240813_8k.htm (8-K) — 17KB
• ex_713857.htm (EX-99.01) — 8KB
• 0001437749-24-027157.txt ( ) — 26KB

01 Other Events

Item 8.01 Other Events Security Federal Corporation today announced that its Board of Directors has approved an increase in the number of shares authorized for repurchase under the previously approved stock repurchase program. Under the repurchase program, the Company may repurchase an additional 100,000 of the outstanding shares for a total of 135,276 shares when combined with the remaining 35,276 shares initially approved to repurchase. Repurchases will be made at management's discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company's financial performance. Open market purchases will be conducted in accordance with the limitations set forth in Rule 10b-18 of the Securities Exchange Act of 1934 and other applicable legal requirements. The repurchase program may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. There is no guarantee as to the exact number of shares that will be repurchased by the Company. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits 99.1 Press Release of Security Federal Corporation dated August 19, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. SECURITY FEDERAL CORPORATION Date: August 16, 2024 By: /s/ Darrell Rains Darrell Rains Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR